Practice Areas

Corporate Governance
  • Advice to boards of directors and officers on fulfilling legal and fiduciary duties
  • Corporate codes of conduct, mission and vision statements, strategy
  • Corporate secretary services (corporate meetings, resolutions, certificates, stock ledger, etc.) 
  • Prepare, review and revise corporate policies and procedures
Corporate Law
  • Choice of entity, formation, conversion and dissolution of LLCs
  • Articles of  Incorporation, Operating Agreements, By-laws, Shareholder Agreements
  • Uniform Commercial Code 
  • Regulatory compliance
Contracts
  • Draft, review and negotiate virtually any type of contract
  • Joint marketing, joint venture, royalty and other partnering agreements
  • Independent contractor agreements, engagement letters, employment agreements, restrictive covenants
  • Letters of intent, heads of agreement, preliminary indications of interest
Purchase and Sale Transactions; M&A
  • Due diligence
  • Stock and Asset Purchase Agreements; Merger Agreements
  • Authorizations and approvals
  • Employment, Non-compete and Consulting Agreements
  • Opinion of  counsel
Procurement; Supply and Distribution
  • Negotiate with domestic and international vendors
  • Prepare standard terms and conditions of sale and purchase orders
  • Warehousing, distribution, throughput, and supply contracts
Working Capital Finance and Secured Transactions
  • Structure, document and negotiate secured and unsecured credit facilities for working capital with traditional and non-traditional lenders
  • Expertise in venture capital and private equity transactions
  • Opinions of counsel for credit transactions
Protection of Confidential Information and Intellectual Property
  • Non-competition, non-solicitation, confidentiality, employment, severance and non-disclosure agreements
  • Advice on trademark, copyright and other statutory protection for your proprietary information
Software Licensing
  • Prepare, review, and negotiate form licensing agreements for the software your business needs
  • Seek important modifications to standard license terms and conditions, including ownership of deliverables
Public Relations
  • Damage control
  • Trained in media relations
  • Emergency response
  • Press releases
Management of Outside Counsel; Litigation Management
  • Control legal spend
  • Review legal and other professional invoices
  • Negotiate alternative fee arrangements, RFPs
Retail
  • Seven years as general counsel for an $8 billion retail merchant
  • Familiar with legal aspects of money service businesses, franchises, risk management, food safety, product recalls and many other areas
  • Supervise risk management